Havelock Europa PLC
30 June 2004
HAVELOCK MAKES FURTHER ACQUISITION IN EDUCATION SECTOR
Havelock Europa, the education supply, point of sale display and retail
interiors group, announces the acquisition of TeacherBoards (1985) Limited,
representing a material addition to its education business, for a maximum
consideration of £6.135 million in cash and shares.
TeacherBoards, based in Skipton, North Yorkshire, is involved in the
manufacture, sale and distribution of display boards, presentation systems and
teaching equipment, primarily for use in the education and corporate sectors in
The company, founded in 1985, serves its customer base through a combination of
telesales, mail order and direct sales representation throughout Britain. Its
customer base includes Local Education Authorities, central buying consortia
operating collectively for Local Education Authorities, major distribution
groups working in the education sector, and end users in the education, health
and corporate markets, including a large number of schools, colleges and
Turnover for the year to 31 December has grown from £2.8 million in 1998 to £4.8
million in 2003. The audited profit before tax for 2003 amounted to £0.71
million. Net assets at 31 December 2003 totalled £1.18 million. The business is
being acquired with cash balances of £0.87 million.
The consideration payable for the entire issued share capital of TeacherBoards
will be a sum of up to £6.135 million, comprising £4.135 million payable on
completion, with a further fixed sum of £0.60 million payable on 7 January 2005
and up to an additional £1.40 million of deferred consideration depending on
profits achieved in 2004 and 2005. No deferred consideration will be payable
unless the audited profits before tax exceed £0.8 million and £1.0 million in
2004 and 2005, respectively.
The consideration will be payable in a mixture of cash and loan notes, save for
the payment of £0.750 million on completion in the form of 786,988 ordinary
shares in Havelock Europa (2.5% of the enlarged share capital), which will be
issued today at a price of 95.30p, being the average of the mid-market price for
the five days preceding completion.
The business will continue to operate as an autonomous subsidiary of Havelock
Europa under its existing management team, headed by Edmund Raczkowski, its
Managing Director and the principal vendor.
Hew Balfour, Chief Executive of Havelock, commented: 'The purchase of
TeacherBoards adds materially to Havelock's interests in the education sector,
building on the acquisition, in 2001, of ESA McIntosh, the UK market leader in
fitted furniture for schools and universities. The education sector is expected
to benefit substantially from rising levels of investment over the next four
years, with annual expenditure in England and Wales expected to nearly double
between 2004 and 2008, as the Government's programme 'Building Schools for the
Future' kicks in.
We are delighted to welcome TeacherBoards into the Group and to be able to add
the wide range of teaching aids and presentation equipment, manufactured and
distributed by TeacherBoards, to our existing product categories.
ESA McIntosh, the Group's subsidiary in this sector, already has a strong
relationship with TeacherBoards and we expect to be able to benefit
substantially from the interchange of the two businesses' customer bases.'
Edmund Raczkowski, Managing Director of TeacherBoards, added: 'I am very happy
that TeacherBoards is joining the Havelock Group, with its leading position in a
complementary part of the education supply market. The deal is good not only for
TeacherBoards but also for its customers and employees.'
Havelock Europa PLC 01383-820 044
Hew Balfour (Chief Executive) 07801-683 851
Graham MacSporran (Finance Director) 07801-683 803
Bankside Consultants Limited
Charles Ponsonby 020-7444 4166
This information is provided by RNS
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